


Avengers: Decoding HYDRA

by ZebraLily112



Category: Code Lyoko, The Avengers (Marvel) - All Media Types
Genre: Avengers Compound, Avengers Family, Awesome Avengers, Bucky Barnes Recovering, Bucky Barnes Returns, Eventual Crossover, Eventual Happy Ending, Experimentation, F/M, Hydra (Marvel), Hydra is evil, Implied/Referenced Torture, MCU refrences, Natasha Romanov Is a Good Bro, Not Captain America: Civil War (Movie) Compliant, Original Character(s), Please Don't Hate Me, Post-Avengers (2012), Post-Captain America: The Winter Soldier, Protective Avengers, Rating: PG13, Recovering Memories, Secrets, Shapeshifting, Some Spoilers, Steve Rogers Is a Good Bro, The Avengers Are Good Bros, Tony Stark Has A Heart, Transformation, Werewolves, light Clint abuse
Language: English
Status: In-Progress
Published: 2019-07-08
Updated: 2020-05-28
Packaged: 2020-06-24 16:18:20
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 8
Words: 14,252
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/19727257
Author URL: https://archiveofourown.org/users/ZebraLily112/pseuds/ZebraLily112
Summary: After defeating XANA, the Lyoko Warriors are finally able to enjoy a peaceful life. Or can they? Ulrich Stern (who recently revealed a personal secret), has gone missing! Eleven years later, Yumi Ishiyama who is a field agent with SHIELD, meets HYDRA's newest weapon: The Nightshifter! Can Yumi and the Avengers help the abused and forced-amnesiac creature? Or will HYDRA use him to take down SHIELD and Earth's Mightiest Heroes once and for all?





	1. Chapter 1

**Author's Note:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover!

Chapter 1

November, 2007  
Location: Paris, France

A content breeze trailed along the light blue sky, happily playing with the white clouds that slowly drifted along. The air was crisp, but not chilled to the point that no one wished to be outside, it was a normal part of Autumn. The breeze twisted downward, its tail playing with the changing leaves the trees proudly displayed their colors, standing out everywhere you looked, it was quite the sight.

It seemed that Spring and Autumn were the most popular seasons in Paris. Spring, due to the sight of everything coming back to life, trees and flowers blooming everywhere... and the feeling of love in the air. Autumn was popular due to the colors the trees turned, so vivid and beautiful... and it was the best time of year for baked goods! Citizens and tourists alike were frequently seen walking along the main streets, going into various shops to buy whatever they needed or caught their eye. Autumn was quite different in France compared to other countries, students weren't given a vacation for Thanksgiving like students in the United States did. However, students were given a short vacation to spend time with their families, but that was still a few days away. One could feel the excitement in the air around the schools though, just about all of the students were eager to enjoy themselves for a week and half.

Even the students of Kadic Academy were looking forward to the vacation, the teachers had been mainly teaching lessons that didn't result in homework, or had their students watch movies. No one was complaining though, anything was better than a pile of homework that needed to be done by the time they came back from vacation. The bell rang loudly, signaling the end to classes for the day. Dozens of students rushed out of the classrooms and outside to enjoy the beautiful day, even the students who lived on campus wanted to be outside before the weather decided to turn for the worse. The sound of students happily talking about their vacation plans filled the air as a content breeze danced by, moving the branches of the beautifully colored trees that lined the large campus.

A golden leaf from one of the trees was gently plucked off and twirled along the breeze, making circles as a female exited the building with a sigh. The Asian female sported short black hair and hazel eyes, wore a long sleeved black shirt with light blue and purple stars, gray jeans and black shoes. She adjusted her backpack as she breathed in the fresh air, glad to finally be done with classes for the day... considering her last class consisted of her teacher telling long stories of his travels across India and China when he was twenty-eight.

"Hey, Ishiyama! Over here!" a voice called

The female turned to the source to find a blond male waving at her, the purple spot in his hair standing out like a 'You Are Here' sign. The female rolled her eyes, Odd Della Robbia was by far the only person she has met that found ways to test her patience.

"Come on Yumi! Let's go enjoy the day!" another voice yelled

A smile crossed Yumi's face when she saw a pink haired female standing by a tree waving at her. Standing nearby was a blond male with glasses, smiling as he waved her over. Now there was more incentive to be anywhere near Odd... Aelita Schaeffer (Hopper to the other students) and Jeremie Belpois would balance everything out and make sure Odd didn't annoy her too much.

"Hey guys." Yumi greeted, jogging over

"How was class?" Aelita asked

"Really boring and way too long." Yumi replied "Makes me glad we're going on vacation soon."

"It's gonna be awesome! I can't wait!" Odd gushed "My Mom makes the best food!"

"Dial it down, Odd." Jeremie said

"Got any plans for vacation, Jeremie?" Yumi asked with a smile

Jeremie grinned "I sure do."

"And he won't let me in on the plan." Aelita playfully pouted

Yumi blinked, it wasn't like like Jeremie to plan something and not tell Aelita about it, but it was highly possible that Jeremie wanted to surprise Aelita. Yumi couldn't help but smile a bit, she was willing to bet that Jeremie was planning to romance Aelita a bit.

"Wow, he makes plans to have you stay with him and his folks and he doesn't tell you what's going on... paint me surprised." Odd stated

Aelita giggled "It's okay, it's just making me more excited."

Yumi looked at the group, doing a mental head count and came up one short. Perking up, she started looking around the campus, hoping to spot a familiar head of scruffy brown hair.

"Where's Ulrich?" Yumi asked

"I haven't seen him since lunch." Aelita replied

"Same here." Jeremie said

"What about you Odd?" Yumi asked

"Haven't seen him since the last class we share." Odd responded "Do we even want to find him? I'm still not too happy about keeping that secret from us for so long... you think you know a guy."

The others knew what Odd was referring to without thinking about it too hard. A few days after they finally defeated XANA and shut down the super computer Yumi, Aelita, Jeremie, and Odd received a cryptic text from their friend Ulrich Stern to meet him on the far side of the park. Yumi had known instantly that it had to be important if they were meeting there, that way no one could follow them.

When they arrived, they found Ulrich sitting under a tree looking nervous about something... which wasn't like him at all. After everyone sat down, Ulrich had them promise that they wouldn't that they didn't trust about what they were about to hear. Once they promised, Ulrich proceeded to tell them a secret that only his grandparents and a few cousins know about. It turned out that Ulrich is a Shapeshifter! Something that he had discovered when he was five years old when he was at his grandparents house. His grandfather told him to NEVER tell his parents, because they both believed that Shapeshifters were freaks of nature. Ulrich told the group that he learned everything he knew about being a Shapeshifter from a select few from his hometown, and the first question that was asked was surprisingly from Aelita.

"Which Shapeshifter are you?"

"A wolf." was Ulrich's reply

As Ulrich explained more, he pulled an old looking pamphlet out of his pocket titled: Facts About Shapeshifters. They took turns looking it over, all of the surprised about all the things a Shifter needed to do in order to stay happy and healthy. Yumi felt like her brain was about to explode! Ulrich had been keeping from this from them all this time? Why would he do that? Didn't he trust them? Tired of hearing the questions fill her brain, Yumi finally spoke up.

"Why would you keep this a secret for so long, Ulrich?" she had asked "Don't you trust us at all?"

"I trust you guys with my life." Ulrich immediately replied 

"Sure doesn't feel like it, man." Odd had huffed

"Shapeshifters are very rare and the numbers are falling every year because they are being killed, sold off to the Underground, or are hunted down." Ulrich had explained "We have to be very careful who we tell because if someone we tell turns against us.... it could mean our doom. I wanted to tell you guys sooner, but with XANA around, it never felt like the right time... that's why I'm doing this now. Because the world is safe, you all are safe and to a wolf... pack safety is number one. I'm so sorry that I kept it to myself for so long and I don't expect you to forgive me right away and if you don't that's okay.... but I know without a doubt that my secret will be safe with you."

Yumi had to admit, part of her felt very betrayed, but when she went home for the night... she sat down on her bed in her room and took time to herself to think about what Ulrich had said. After a while, it all started to make a lot of sense. Ulrich didn't keep it from them for this long on purpose or because he didn't trust them. He kept it to himself because he didn't know for sure that all of them would survive their fight with XANA. Ulrich wanted to make sure that his group of friends, his pack, were all safe.

So when Yumi returned to Kadic after the weekend was over, she spoke to Ulrich in the dorm he shared with Odd and told him that she understood his reasons for keeping things so close to his chest and didn't blame him for how things were handled. Ulrich's entire face broke out in a grateful smile and hugged her tightly, whispering 'thank you' in her ear several times. Breaking out of her thoughts, Yumi shook her head when Odd was still going on and on about feeling betrayed by his best friend.

"We know why Ulrich kept it to himself for so long, Odd." Yumi stated "The point is, he told us, he feels comfortable about us knowing."

"He's known us for how long?" Odd asked with a snort

"Ulrich's reasons are quite solid... and he's right, I did some research." Jeremie paused looking around "Shapeshifters once numbered into the hundreds of thousands for ages, but in the 1700's people started viewing them as wrong, immoral, and even evil. Shapeshifters were being killed in droves! It got to the point that they went into hiding... or didn't tell anyone about their abilities out of the fear of being killed."

"Ulrich knows that we would never hurt him or sell him out." Odd argued 

"That's why he told us." Yumi replied

"Only after we defeated XANA!" Odd huffed

"We all knew from the beginning that there was a chance that XANA could kill us... that any one of us could be done in by that evil virus." Aelita said "Ulrich wanted to be one hundred sure that were all okay. He considers us his pack, he's a wolf... he's protective of his of his pack."

Odd shook his head "Well, you guys can go track him down, I'm going to enjoy the day under my favorite tree."

With that, the blond went off, Yumi shook her head as Aelita and Jeremie continued to follow her.

"I guess we know where Odd's priorities lie." Yumi stated

"He's still upset, I guess." Aelita replied with a shrug "It's only been two weeks since Ulrich told us, Odd still needs to process."

"Come on, let's go see if we can find Ulrich." Jeremie offered

Yumi smiled "I think I might know where he is."


	2. Chapter 2

**Summary for the Chapter:**

> After defeating XANA, the Lyoko warriors are finally able to enjoy a peaceful life. Or can they? Ulrich Stern (who recently revealed a personal secret), has gone missing and is never found! Eleven years later, Yumi Ishiyama who is a field agent with SHIELD, meets HYDRA's newest weapon: The Nightshifter! But why does he seem so familiar? Will Yumi and the Avengers find out who the Nightshifter is? Or will HYDRA use him to take down SHIELD and Earth's Mightiest Heroes once and for all?
> 
> Some light language in this chapter! Part of the reason I rated this fic as T.

**Notes for the Chapter:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover!

Chapter 2

The three walked away from the school campus, following a small dirt path that they knew quite well as a few clouds passed overhead, their shadows moving along the ground. After a few minutes Yumi, Jeremie, and Aelita were at the very far side of the park. The grass was turning golden brown and slightly overgrown, but the trees were simply beautiful! Aelita breathed in the fresh air and let out a sigh as Jeremie and Yumi look around.

"I can see why Ulrich likes this spot, it's so peaceful." Aelita stated

The trees nearby proudly displayed their colors, the scent of Autumn flowers filled the air as the grass swayed. This side of the park was a world of its own, it was absent of people and laughing children, but it was filled with the sounds of nature. The songs of birds, the chattering of small animals and if you listened closely enough, you could hear a nearby crick flowing.

"I never thought places like this existed outside of books or vacations photos that populate the Internet." Jeremie said

Yumi shook her head fondly "With XANA gone, we are so getting you out more."

The three ventured further into the small meadow, the bright sun warming the slightly chilled air as leaves rustled.

"Ulrich?" Yumi called "Are you out here?"

The only answer to the call was rustling leaves and singing birds, Yumi raised an eyebrow... she was fairly certain that Ulrich would be here to enjoy the day after being stuck inside for hours on end. Suddenly the sound of rustling increased slightly, Yumi squinted in time to see a bush on the far side move, but before she could say anything... it stopped. Yumi knew she wasn't imagining things, she had a very strong feeling that Ulrich was here and he was playing with them. Trouble was, Ulrich would be very difficult to spot, his brown coloring could easily blend in with everything that surrounded them.

Before the three could try calling out again, a sudden blur rushed out of the under-brush and pounced on Yumi with enough force to fall into the soft grass. The black haired girl laughed as she felt a wet tongue lick at her cheeks, the feeling of rough paw pads on her arms and the scent of mint told her that it was indeed Ulrich. Despite his diet in both forms, Ulrich always carried around mint gum when he was in his human skin. The male even admitted that wolf breath was not a very good smell, so he made sure he chewed on the gum after eating, or before he shifted.

Yumi giggled "There you are."

The canine in question stopped his assault of licking and gently moved off of Yumi to sit on his haunches, his tongue lolling out in a happy pant.

"You're here early." Aelita stated sitting down in the grass

Ulrich gave a nod as Yumi sat up and Jeremie found a place to sit by Aelita. Even though it has only been two weeks since Ulrich told the group about his abilities they were getting use to seeing him in his wolf skin. Much like his human hair, Ulrich's fur was mostly brown and had a scruffy appearance, the fur around his eyes, underside and bottom jaw was a lighter brown along with the inside of his ears.

"After being inside most of the day, I needed some time to enjoy nature." Ulrich replied

Yumi smiled "I don't blame you, today's classes were beyond boring."

"It's better than having a pile of homework to do while we're on vacation." Aelita pointed out

"Fair point." Yumi said

Ulrich's ears folded back slightly at the mention of vacation, he wasn't one hundred percent excited for it like the other students were. If anything, Ulrich would prefer it if he could stay on campus... but he couldn't. Yumi saw the movement of Ulrich's ears, and instantly knew what was going on in her boyfriend's head.

"You don't want to go home, do you?" Yumi asked

"Part of me does... and part of me doesn't." Ulrich replied honestly

"Your parents?" Aelita asked knowingly

Ulrich nodded "Yes. I have a feeling that they're going to be on my case the entire vacation! I want to go so I can visit with my grandparents and what few cousins I get along with... but being around my parents can be torture sometimes."

"On your case? Your grades have greatly improved, what could they possibly complain about?" Yumi asked

"They'll find something, trust me." Ulrich replied laying down "Ever since Dad's business went into a slump... he's been a real pill. Finding the smallest thing to pick apart and complain about."

Yumi gently put Ulrich's head on her lap, her hand scratching in between Ulrich's ears before moving down his neck. A smile crossed Ulrich's muzzle slightly, moving into the touch with a content sigh.

"It's not your fault his business is in a slump right now, he can't make you feel like you're beneath him." Yumi said

Ulrich sighed "He's been doing since I was old enough to go to school. He has ground his word into my head for years, if he doesn't like what he sees on my report card... he runs my ass over, makes me feel like I'm not good enough. He'll continue doing it until the day he dies."

"Don't let your Dad ruin your vacation, it's only for a week and a half." Aelita stated "If he says something, just think of it as water off a duck's back."

"Easier said than done." Ulrich said "He chews me out, sits me down at the table, and forces me to study."

Yumi blinked "And I thought my Dad was strict."

Ulrich flicked an ear "I guess I'll just have to put up with it, and hopefully I can spend time with my other family members."

"That's one way to look at it." Jeremie said

Ulrich stretched out a bit as Yumi scratched in between his shoulders, the wolf gave a content groan.

"What about you guys?" Ulrich asked "Any major plans for vacation?"

"I can't reveal too much about that, I've got a few surprises in store." Jeremie replied with a smile

"Mom and Dad are planning a few things." Yumi stated "Hopefully, I don't shove Hiroki out of the car again."

Ulrich chuckled as he nuzzled his head into Yumi's lap. He could worry about going him for vacation later... right now, he could enjoy being with the others until it was time for Yumi to go home for the night. The wolf let out a rumble as Yumi's hand went back up to his head and scratched behind his right ear, Ulrich closed his eyes in bliss and sighed.

"Everything will be fine, and we'll be back to enjoying a XANA free school before you know it." Yumi stated

Ulrich opened his eyes, a smile crossing his muzzle as Yumi's other hand scratched his chin. The wolf opened his jaws and began soft mouthing at Yumi's hand and wrist while occasionally licking it with his moist tongue. Yumi smiled and giggled at the behavior, but made no motion to make Ulrich stop, Yumi enjoyed letting Ulrich be himself in both forms.

"You're right." Ulrich said after nipping at Yumi's fingers "A week and a half from know, we'll be right here talking about how our vacations went."

"That's the spirit." Jeremie stated as Aelita put her head on his shoulder

Ulrich rolled over so that his back was mainly in Yumi's lap, his furred stomach exposed to the air. Ulrich moved to make himself more comfortable as Yumi scratched his tan furred chest.

"And you can tell us how many times you shoved Hiroki's face into his dinner plate when your folks aren't watching." Ulrich added with a smirk "I bet you can't beat your record of twenty-four."

Yumi smiled "I'll take that challenge, Wolf Boy."

Ulrich opened his mouth, his pink tongue lolling out and licking at Yumi's hand that was playing with his wet nose. Yumi smiled as her hand got licked and avoided Ulrich's paws with her elbows.

The next night...

Odd stretched out his arms, a few joints crackling at the motion as he yawned loudly. The blond blinked tiredly as he put on his sleeping shirt, it had been another long and boring day of watching movies or listening to teachers drone on and on about boring stuff. All Odd wanted to do was go to bed and sleep, then pack up his bag in the morning.

"All set for tomorrow?" Ulrich asked as he folded a shirt

"I'll pack my bag in the morning, but I'm emotionally ready!" Odd replied "I'm looking forward to Mom's home-made pudding!"

"Why do you always wait until the last minute?" Ulrich asked "We leave tomorrow."

"Why bother packing ahead of time? Our vacation isn't that long." Odd pointed out

Ulrich shook his head as he put the folded shirt in his bag. Odd had a nasty habit of waiting until the very last minute to pack his bag for vacation... no matter how long they would be gone for.

"Alright, since you plan on waiting, maybe you can do me a favor." Ulrich stated

Odd sat down on his bed "And that would be?"

"I'll be flying home this time, and I won't be able to shift tomorrow since I have to take my pills before getting on the flight... so I want to get it out of my system before I go." Ulrich started

"And?" Odd asked

"I'm leaving my cellphone here and I'm expecting a call from Granddad. So if he calls, tell him that I'm out and I'll call him back." Ulrich finished

"Yeah, yeah." Odd said "Go on and chase your tail outside before Jim locks everything up for the night."

Ulrich rolled his eyes, Odd was still giving him a hard time about keeping his shape-shifting a secret for so long. Ulrich understood that his friend was upset with him, but Odd was very upfront with how he felt about the situation... even going as far as to call him a "wolf in sheep's clothing". Deciding not to start an argument, Ulrich put his cellphone on his nightstand and left the dorm room.

"Okay Kiwi, time for bed." Odd said

The small dog jumped up onto Odd's bed as the blond pulled back the covers and settled in. After getting comfortable, he flicked the lamp off and cuddled into the covers to sleep. After what felt like only a few minutes, a shrill ringing pierced the silence of the room. Odd groaned as he looked at his clock to see only forty minutes had passed, reluctantly Odd got out of bed to pad over to Ulrich's nightstand and picked up the cellphone.

"Hello?" Odd answered tiredly

"Della Robbia? What are you doing answering my son's cellphone? Isn't he there?" a male voice asked "I need to talk to him about these damn grades of his, he needs to explain himself!"

"He's not here right now." Odd yawned loudly "And the last time I checked, Ulrich's grades are good Mr. Stern."

"Good?" Mr. Stern snorted "A damn B plus in Math is pathetic! Where is he?"

Odd rubbed his eyes "Probably chasing a rodent, or howling at the moon... either one, I don't know."

"What?" Mr. Stern asked

"It's a wolf Shifter thing, you wouldn't understand." Odd replied "I can have him call you back."

It was silent on the other end for a few long moments, to the point Odd almost fell asleep standing up.

"No... no need." Mr. Stern said

"Alright... good night." Odd yawned

The blond ended the call and put the cellphone back where he had found it before going back over to his bed and getting back under the covers. Just as Odd settled in, he heard Ulrich enter the dorm room.

"Thanks, Odd." Ulrich stated

"Uh huh." Odd said as he rolled over

The blond nuzzled into his covers, easily filtering out the sound of Ulrich answering his grandfather's call. The only thought in his head being about the vacation that was ahead of him. With it being the first one since XANA's defeat, he was really looking forward to it. What didn't cross Odd's tired mind was the conversation he had a few moments ago.


	3. Chapter 3

**Notes for the Chapter:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover!
> 
> Note: I own Nina, Nina's family, and Maya!

Chapter 3

November, 2007  
Location: Paris, France  
Time: 8:30 a.m.

Ulrich took a deep breath of fresh morning air as he stepped outside, the strap of his bag secured on his shoulder. Even though it wouldn't be the first time he traveled by plane, something felt off... he just couldn't place it right now. Ulrich knew that he felt just fine yesterday, but now he felt like he couldn't settle in his own skin. The thought of going back home made his stomach twist into multiple knots.

"Take it easy, just breathe... everything will be just fine." Ulrich told himself "It's only a week and a half."

The brown haired male took another deep breath, letting the Autumn air calm his nerves as other students rushed by him to meet up with their parents, or walk home.

"All set to go?" a voice asked

Ulrich turned to see Jeremie and Aelita exit the school, two had their bags with them, Ulrich could even see the gray cat plush that he had given Aelita in the side pouch of her messenger bag.

"All ready to go, my fight leaves in a few hours." Ulrich replied

"Sounds like I got here just in time, then." Yumi said walking toward the group

The black haired female pulled Aelita sisterly hug, smiles on their faces and Aelita telling Yumi to at least try to behave herself. Jeremie merely chuckled at that and was pulled into a hug from Yumi as well. Ulrich's heart swelled at the sight, it always did... his pack had such a strong connection. That fact meant a lot to him, as an Alpha, he needed a strong pack, this way other packs couldn't try to take over.

"Ready to go?" Yumi asked walking over

"Not just yet." Ulrich replied

The male pulled Yumi into a tight hug, the tight feeling from earlier lessened, but slightly. He didn't want to be separated from those he considered pack, but they would all be back at the school before they knew it. Jeremie and Aelita would be just fine with Jeremie's parents, Odd would be fine back home, eating constantly no doubt... and Ulrich knew that he didn't have to worry about Yumi at all. Perhaps, it was just nerves about being around his perfectionist parents that was making him jumpy. Ulrich placed his chin on Yumi's shoulder as he hugged tighter, his nose in Yumi's short black hair. The male took a deep breath, enjoying what he could smell of Yumi's scent in his human skin... which was mainly her Japanese Cherry Blossom soap, shampoo and conditioner.

"Have a good trip and be safe, my Fluffy Wolf." Yumi whispered

Ulrich smiled at the nick-name and gave a nod as they pulled out of the hug. Ulrich grabbed Yumi's hands in his own and gently squeezed.

"I will." Ulrich said

Yumi squeezed back "Skype chat when you get home?"

Ulrich smiled "You bet."

The two let their hands separate and Ulrich went over to Jeremie and Aelita, he hugged the two gently so he wouldn't hurt them. As an Alpha, he never wanted to hurt any member of his pack, but he knew he would have to if someone tried causing trouble, or excessively hurt a fellow pack member... but Ulrich had a feeling that would never happen.

"You two travel safely, and have a great time." Ulrich advised

"We will." Aelita assured "I'll be in good hands."

"Take care and try to have fun, okay?" Jeremie asked

"I'll do what I can." Ulrich replied

The three ended the hug as Odd exited the school, his lumpy messenger bag hanging on his shoulder and Ulrich could see Kiwi's nose poking out a bit.

"Have a good time, Odd." Ulrich stated

"Oh, I will."Odd replied "You have fun, dude."

"I'll try." Ulrich shrugged

"Don't chase cats, they're people too." Odd joked

"I don't chase cats, I like cats." Ulrich said rolling his eyes

Before Odd could open his mouth, Yumi slapped him upside the head, the blond gave a yelp and rubbed his head as he glared at Yumi. The black haired female wasn't bothered by the glare at all and just ignored Odd until he said something else that deserved another slap.

"How are you getting to the airport?" Aelita asked, changing the subject

"Nina said her folks can give me a ride and drop me off." Ulrich replied

Even though Nina wasn't a full member of the group, she was pretty good friends with Ulrich, Jeremie, Aelita, and Yumi... and tolerated Odd. Nina first met them by being tutored in Math by Aelita, and helped Ulrich with a Science project when his original partner flaked out on him. Yumi and Nina got along like a house on fire since the both of them had complicated home lives and pesky younger siblings.

"That's nice of them." Aelita said

"Nina said that they'll be headed in that direction anyway, so she asked her Mom if they could give me a lift and she agreed." Ulrich said

"Did you take your pills?" Yumi asked curiously

"Sure did, right after breakfast." Ulrich replied "They make me tired, but it's better than being on edge and feeling sick the entire flight."

"Have a safe flight, Ulrich." Jeremie said "And we'll see you when vacation's over."

Ulrich nodded "I'll be sure to share some pictures, Brutis will be home for a while!"

"Is that the cousin who's deaf, or the cousin who's training with the government?" Odd asked

Ulrich did his best to resist the urge to roll his eyes, Odd hardly ever paid attention... be it school lessons and assignments, or when the group talked about their families.

"Sheila is the one who is blind, Lucy is the deaf cousin, and Brutis is the cousin who is with the German sector of the CIA." Ulrich explained

"Oh!" Odd said "I keep forgetting that."

"If you paid attention to your friends and what they say, you'd remember." a voice advised seriously

The group turned to see a female with auburn hair walking toward them, her pale green eyes were kind and focused straight ahead. The female wore a long-sleeved blue hoodie, black jeans, and white sneakers with black laces. She had a well packed bag on her back and her right hand was holding onto a harness that a black and white husky proudly wore.

"Hey Nina." Ulrich greeted "Hi Maya."

The husky wagged her tail and barked a greeting as she came to a stop, Nina smiled as she stopped and patted Ulrich's shoulder with her left hand.

"All set to go, tough guy?" she asked

"I have everything I need all packed up." Ulrich replied "Are you sure your folks don't mind giving me a ride?"

"They don't mind one bit." Nina assured "We're going to my Uncles's house and the airport is on the way there... so why not help out a friend, right?"

"Thank you for pulling a few strings Nina, I'd rather have someone we trust helping Ulrich out than have him walk all the way to the airport." Yumi said

"It's no bother at all." Nina replied as she raised her talking watch to her ear "They'll will be here any minute."

"Any big plans for vacation, Nina?" Aelita asked

"You bet! I'm spending it with my Uncle Joseph while my parents take my brother to Peppa Pig Live and other little kid shows." Nina replied

"That sounds... exciting." Odd said

"My Uncle is awesome! He always makes his special Mega Chocolate Swirl Cupcakes when I stay over." Nina gushed "He even has plans to take me to the Autumn Carnival too!"

Yumi smiled "I might see you there, Mom and Dad said we might go if they like what they see on our report cards."

"If we do meet up I bet that I can beat ya at balloon darts!" Nina giggled

Yumi smirked "Oh, it's on!"

Odd raised a brow and opened his mouth, but Ulrich narrowed his eyes and shook his head. Odd promptly shut his mouth and let the girls talk a bit more. After a moment, a dark blue car pulled up and honked three times, Maya barked and wagged her tail, Nina raised her left hand and waved.

"That's Mom, Dad, and Dustin." Nina stated "Time to go, big guy."

Ulrich gave a nod and turned to the group with a smile, he would miss them, but he would see them again. He drew them into one more hug, even Odd returned it half-heatedly.

"Take care guys." Ulrich said

"We will." Aelita replied "Be good, Big Brother."

"See you soon, Old Reliable." Jeremie smiled

Yumi pulled Ulrich into another hug, the scent of Yumi's bathing supplies once again filling Ulrich's nose. The brown haired male wanted to memorize it, that way he could have something good to think about when his parents got on his nerves.

"Talk to you soon, my Fluffy Wolf." Yumi whispered

"I'll Skype as soon as I can." Ulrich replied

The two separated, content smiles on their faces, but before Ulrich could go far he gave Yumi a kiss on the cheek, which Yumi returned.

"Ugg... take him already!" Odd groaned "The level of sugar is getting way too high!"

Nina giggled "Aww! How adorable! The power couple of Kadic Academy is making Odd uncomfortable!"

"C'mon, Nina!" a voice called "Your friend's flight leaves soon!"

"Coming Dad!" Nina called back "Alright, Lover Boy, we need to get going."

"Right behind you." Ulrich said

Nina smiled, pulling up slightly on the handle of Maya's harness, the dog obeyed the silent order and began walking toward the car. Ulrich followed the two, waving to his friends who waved back.

"See you later!" Ulrich called

"Have fun!" Aelita called back

"Travel safely!" Jeremie yelled

Yumi smiled as she watched Ulrich help put the bags in the trunk of the car as Nina and Maya got into the back. Yumi always worried about Ulrich when vacations rolled around given his home life, but he always came back in one piece and relieved to be away from his parents. This time however, Yumi felt like something bad was going to happen. She had a strong feeling that Ulrich going home wouldn't end well, that was why Yumi had been wanting to spend as much time with Ulrich as she possibly could the past few days. It had been really good and Ulrich seemed to enjoy himself, but now that everyone was leaving... the feeling was growing stronger, but she knew that Ulrich had to go back home and she had to go home before lunch.

"Please stay safe, Ulrich." Yumi whispered


	4. Chapter 4

**Notes for the Chapter:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover! Also, be warned that there is some mild language in this chapter!

Chapter 4  
November, 2007  
Location: Germany  
Time: 7:30 p.m.

Ulrich smiled as he unlocked the front door of his house, and walked in. It seemed like he hit a stroke of good luck when his flight landed, his grandfather picked him up and the two went out to lunch at Ulrich's favorite restaurant. Ulrich then spent most of the day at his grandparents' house, chatting with the elders and his cousin Brutis. After having a delicious dinner of biscuits and sausage gravy, Ulrich wanted to shift and romp in the woods. Brutis had been working hard lately, so he went with Ulrich, hiking along as the brown wolf effortlessly ran across the grass, his tongue hanging out in excitement. The two even found the local wolf pack and Ulrich wasted no time catching up with them too, the head Alpha: Razor Fang had known Ulrich since he was young, so the old wolf considered him apart of his pack. 

Ulrich spent a good two hours playing with the pack, howling with them, and letting the pups pounce on him. Before the sun started to set, Ulrich asked Brutis to take a picture of him with the pack, and send it to his cellphone when he could. Ulrich wanted to spend the night at his grandparents', but he had received a text earlier on in the day from his father saying that there was plans for them tomorrow. So Ulrich reluctantly went home, but so far his parents weren't home yet, so everything seemed to be going well for him so far.

Ulrich hung up his jacket and slipped off his sneakers, enjoying the silence of the house as he headed to his bedroom. The male put his bag on his bed and took his laptop out, gently placing it on his desk, he connected the device to his cellphone and turned it on. While the laptop booted up, Ulrich began unpacking his bag, setting aside some pajamas for when he got ready for bed. Ulrich smiled when he heard his cellphone ding, letting him know that a picture was sent to him and his laptop chimed a moment later. 

The male went over to his desk and sat down in the comfortable chair, wanting to quickly check his e-mail to see if there was anything important. A few minutes into checking his e-mail, Ulrich heard the front door open and close, followed by footsteps and a heated conversation. Ulrich sighed, his parents were home. The two adults always seemed to be arguing about something when he was home, he had a sinking feeling that this time would be no different. As Ulrich finished with his e-mail, he heard a knock on his door-frame, Ulrich sighed and turned to see his mother standing in the doorway.

"I take it Dad's upset about my Math grade?" Ulrich asked "I did my best, I even asked Aelita to tutor me when we got to Algebra."

"He was upset about that for a while." his mother replied honestly "I reminded him that your grades have greatly improved recently, and that seemed to calm him down."

Ulrich fully turned his chair around, it looked like his mother just got done with her volunteer work at the Elderly Assistance Home due to the fact the tag with her name Sandra stamped on it was still clipped to her shirt.

"So... he's cooled down?" Ulrich asked

"About your grade in Math, yes." Sandra replied

Ulrich raised a brow "Then what has you two arguing this time?"

"Viktor is planning a... business deal and he's having some issues." Sandra responded "I guess he needed to vent a bit... and his rants were giving me a headache."

Ulrich held back the relief he felt from showing on his face, at least he wouldn't be sitting at the kitchen table being forced to study.

"Don't be up too late." Sandra advised "We have a big day tomorrow."

"Any idea where we're going?" Ulrich asked

Sandra smiled "Yes, but it's a surprise."

Ulrich shrugged "Okay."

After his mother left to go to the master bedroom, Ulrich turned to face his laptop just in time for it to chime with a Skype chat request. Ulrich smiled widely as he clicked on it, Yumi's smiling face coming into view a couple seconds later.

"Right on time." Ulrich greeted "How's the vacation so far?"

"Not too bad." Yumi replied "Shoved Hiroki's face into his plate twice at dinner, when Mom and Dad weren't looking of course."

"Getting started already? Color me surprised." Ulrich chuckled

"Gotta try to beat my record, so I might as well start now." Yumi replied "How's your day going?"

Ulrich was more than happy to share what he had done after he got off the plane. Yumi knew that Ulrich didn't care for flying at all given his Vertigo... and taking his pills made him feel tired, but he would swallow his pride and get on a plane if need be. Yumi was also happy to hear that Ulrich's vacation was having a positive start, he deserved it... they all did, really. XANA was finally gone and they deserved to have a good vacation, including Ulrich, who had a really complicated home life. Right now, it seemed like everything was going well for the brown haired male, and Yumi was happy to see a smile on Ulrich's face even though he was away from his pack. Ulrich was even eager to share the pictures Brutis had sent to his cellphone, Yumi loved seeing the other side to Ulrich's life, the wolf side. After chatting for a couple hours about anything and everything, Ulrich reluctantly looked at the clock on his laptop screen and sighed.

"I need to sign off and get ready for bed." Ulrich stated "According to Mom, we have a big day tomorrow, Dad has it all planned out I guess."

"Okay." Yumi said "You have a good night, my Fluffy Wolf."

Ulrich smiled "Good night, Mein Lieber." *

After logging off and shutting down his laptop, Ulrich changed into his pajamas, brushed his teeth, and turned off his lamp. With a yawn, Ulrich pulled back the covers of his bed and settled in, with a content sigh he covered up and drifted off a few minutes later.

Hours later...

The town had passed by quite some time ago, now hundreds of trees surrounded either side of the road. Ulrich had to resist his animal nature as he rode in the back seat of the car, he had never traveled this road before... at least he didn't think so anyway. Granted, he and his parents didn't take many road trips together, but Ulrich didn't recognize anything they passed. Where were they going? As the car passed an old run-down log cabin, a sour feeling made Ulrich's stomach turn.

"Where are we going?" Ulrich asked

"It's a surprise." Viktor replied "Just sit back and enjoy the ride."

Ulrich leaned back in his seat slightly, the sour feeling not going away in the slightest as they went by an old farm house that looked like it was going to fall over any minute. The brown haired male looked down at his cellphone... no signal. His parents said that he wouldn't need it, but he snuck it into his pocket anyway. The only thing he didn't have was his wallet, he didn't want his parents knowing that he had quite a bit of cash on hand... he had money go missing when he was home before. Ulrich had a special hiding place for his wallet whenever he was home for a while.

The next hour and a half went by in a bit of a blur, every so often Ulrich would nod off for a few minutes, but would instantly wake up when the feeling in his stomach increased. Ulrich knew his body well enough to know that he wasn't sick, and he didn't eat anything that would make him feel this way. No... this was something else. He just couldn't quite put his finger on it. Before Ulrich could put more thought into it, the car made a turn onto a dirt road, the brown haired male instantly didn't like the looks of where they were. The trees were dark and pretty much lifeless, the grass was brown and dull, and he couldn't see any wildlife around. The pit in his stomach grew as he moved uncomfortably in his seat, Ulrich wasn't one to be scared easily, let alone be nervous... put this place was setting him on edge.

"Are you sure you're going the right way?" Ulrich asked

"Yup." Viktor replied "We'll be there soon."

"Try to relax, Ulrich." Sandra advised "Your father knows where he's going."

The thing was, Ulrich couldn't relax... all of his senses were on high alert. He couldn't sit still as he watched the dark woods move, the car's tires crunching on the dirt road. There couldn't be anything out here to see... there was hardly any vegetation!

"Why are we here?" Ulrich thought

The car followed the dirt road, occasionally hitting a hole, the woods growing darker and darker. Ulrich started avoiding looking out the windows, what surrounded them was making him very uneasy... and it was getting darker and more foreboding. Ulrich just kept his eyes on the floor mats, hoping that the uneasy feeling would go away soon... it felt like every inch of his skin was crawling.

"Here we are." Viktor stated

The car came to a stop, but Ulrich didn't look up... he didn't even want to get out of the car, judging by the darkness inside the vehicle they were still deep in the woods.

"Come on, Ulrich." Viktor urged, getting out of the car

Ulrich took a deep breath and let it out slowly, steeling his nerves. The male unbuckled his seat belt and exited the car, closing the door behind him. The woods looked even worse now that he was outside the car. The tall trees were dark (almost black), somehow blocking any sunlight despite not having any leaves. The brown grass was dull and brittle looking, ferns and other small plants didn't look any better. There were no flowers, and the air was stiff and stale... the smell of it made Ulrich shudder.

"Viktor." a voice greeted

Ulrich turned his head to see six men standing by a black van that blended into the surroundings almost perfectly, only its silver bumper could be seen. A bald man wearing a white shirt, gray jacket and pants, black shoes and wire-rimmed glasses stood in front of the other men and had a briefcase in his hands.

"Mr. Flickmer." Viktor replied

"You're right on time, I like that." Flickmer said "A true man of business."

Ulrich raised a brow "Wait! You brought us all the way out here for some shady business deal?"

"Call it... a learning experience." Viktor stated

"Experience?" Ulrich asked "What are you talking about? I keep telling you that I'm NOT interested in the 'family business' at all!"

"Sadly, I know that all too well." Viktor replied "No, this is to help you learn something very important."

The men behind Mr. Flickmer walked forward a few steps, one of them threw out a lasso, the rope going around Ulrich and quickly tightened, pinning Ulrich's arms to his body. The man pulled on the rope with enough force to have Ulrich fall to his knees. Viktor smirked as Mr. Flickmer handed over the briefcase.

"All $750,000 in here?" Viktor asked

"Down to the last cent." Flickmer replied "Usually, I don't like to part with such an amount, but Shifters are worth it."

Ulrich froze "What? How?"

Viktor's smirk grew "This is your lesson, Ulrich. You can't keep a secret from us forever... and you can't trust those that you do tell. Your roommate let it slip out."

"Odd?" Ulrich asked "He told you?"

"He didn't realize it at the time, probably still doesn't given his IQ." Viktor replied "And I'll be damned if I let a worthless Shapeshifter live under my roof!"

Ulrich struggled against the rope binding him, trying to summon up his animal side, but the man holding the rope pulled it causing it to tighten to the point Ulrich couldn't breathe for a couple moments.

"The only good use for you Shifters is being sold for a pretty penny." Viktor said, lifting the briefcase slightly "And no one will suspect anything for a while, by the time anyone goes looking... Sandra and I will be long gone!"

"You bastard!" Ulrich growled "When Granddad and Brutis find out they will hunt you down! And no doubt Yumi will help them when she finds out."

Viktor laughed "Like we have to worry about that! We're not afraid of them, especially Ishiyama, what can she do? Curse at us in a language no one understands! Please! Even 'if' anyone can prove we sold you, they won't be able to find us! And they certainly won't find you!"

One of Mr. Flickmer's men took Ulrich's cellphone out of his pocket and dropped it on the ground, stepping on it a moment later with his thick boot.

Mr. Flickmer snapped his fingers "It's time we get going, your new home awaits."

"Shove your ego up your ass, Q-ball." Ulrich sneered "I'm not going anywhere with you."

The third man on the left drew a gun and fired it quickly, a dart hitting the side of Ulrich's neck. The brown haired teen grunted and struggled against the thick rope.

"I hope you said goodbye to your hooligan friends." Viktor stated "Because you'll never see them again."

"I hope all of this bites you in the ass!" Ulrich snapped

Mr. Flickmer snapped his fingers again, the man standing to his right fired a gun, two darts hitting Ulrich's back a couple seconds later. The teen grunted in pain and blinked sluggishly as his vision began to blur, everything around him seemed to be fading. The last thing he felt was his right side hitting the ground with a thud.

**Notes for the Chapter:**

> Special Note: Sorry for the delay everyone! This is a slightly longer chapter, so it took a bit longer to type this one. I wasn't feeling very well yesterday, so I didn't post like I wanted to... but I am feeling better (89% better). 
> 
> * Mein Lieber- My Dear or My Love


	5. Chapter 5

**Notes for the Chapter:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover!

Chapter 5

Last week of November, 2007  
Location: France  
Time: 7:30 a.m.

Yumi made sure all of her books were in her school bag as Hiroki rattled on about all the stuff he was going to tell his friends when they were back on campus. The two students were use to walking to school, but today their parents wanted to do some grocery shopping while it was still early, so the siblings were being dropped off today.

"Settle down, Hiroki." Akiko advised "I know you're excited about seeing your friends and taking about your vacation, but you're about to vibrate off your seat."

"Sorry." Hiroki said

"Let the boy be excited, we had a great vacation." Takeho stated "We had wonderful time at the carnival, our hike in the woods was accident-free, and my sister had a lovely visit at our house for once."

"Only because Hiroki actually behaved himself." Yumi thought rolling her eyes

It was a good thing though, Yumi got to enjoy a vacation for once. She had a great time at the carnival, she even won a fluffy, brown wolf plush for Ulrich at the balloon darts stand. The hike in the woods had been peaceful, she enjoyed the sights, smells, and the atmosphere of it all... she could take a moment to enjoy nature. The visit from her Aunt had gone well, but Yumi didn't like how the woman greeted them by pinching cheeks... to be honest, Yumi had a better relationship with her mother's sister who lived in Kyoto.

"Are you excited to see your friends, Yumi?" Akiko asked

"You bet, I'm curious to find out what Jeremie had planned for Aelita." Yumi replied "And Odd will no doubt tell us all about the food he ate."

The car stopped in front of the school's entrance, Hiroki opened his door as their parents turned their attention to the shopping list, seeing if anything else needed to be added.

"I bet you also can't wait to make kissy faces with Ulrich too." Hiroki teased as he unbuckled "It's enough to make anyone gag."

Narrowing her eyes slightly, Yumi quickly shoved Hiroki, causing the boy to fall out of the car. Akiko and Takeho turned as Yumi got out of the car.

"You need to be more careful, Hiroki." Yumi said innocently

The younger scowled as he got up and headed off to find his friends before his sister could do anything else to him. Yumi took a deep breath of fresh air before heading to the front door of the school, knowing that the others would be inside by now. Yumi really hoped that Jeremie and Aelita had a great vacation, let alone Ulrich's stayed positive... they all deserved it after everything they had been through. Dealing with XANA for as long as they had, the effects would last for several life-times, and don't get Yumi started on the nightmares that no doubt most of them had.

The black haired female smiled as she headed toward the boys' dorms, she could hear Jeremie, Aelita, and Odd chatting among each other, occasionally laughing. She couldn't hear Ulrich, but he couldn't be too far, she could hardly wait to see him light up when she gave him the wolf plush.

"You're early today." Jeremie greeted as Yumi entered the room

"Got dropped off today." Yumi replied

Jeremie was seated on his computer chair as Aelita sat on Jeremie's bed, a new calico kitten plush on her lap with the one Ulrich gave her, and Odd was sitting on the floor.

"Looks like you have a new friend, Princess." Yumi stated

"Sure do, her name is Mazeie." Aelita said with a smile "Jeremie won her for me at the Autumn Carnival."

"The dime pitch is pretty easy, my dear." Jeremie stated "You just need to look at it the right way."

"You're too modest." Aelita said

Yumi smiled "So was the carnival your big surprise?"

"Part of it." Jeremie admitted

"He also took me ice skating at the recreational center!" Aelita gushed "It was so much fun! Even though I fell down a few times, I had a great time."

"Way to romance your girl, Einstein." Odd chuckled as he waggled his eyebrows

Jeremie blushed and rubbed the back of his neck as the others laughed. Yumi took a seat next to Aelita on Jeremie's bed and gently put her bag on her lap.

"So how was your vacation, Yumi?" Jeremie asked

"Went better than I thought it would." Yumi replied honestly "We had a great time at the carnival, especially after I ditched the family. I even ran into Nina, she is amazing at ring toss! She won a giant zebra that she named Zorro, and we hung out for a while until her Uncle said it was time to go."

"Sounds like a good time." Aelita smiled

"I even won Ulrich something." Yumi said patting her bag "We had a few other 'family activities', the only thing I didn't like was my Dad's sister came to visit."

Aelita shuddered "The Aunt who pinches cheeks."

"You met her?" Odd asked

Aelita nodded "Unfortunately, yes... I did not care for the pinching."

Jeremie had heard from Aelita and Yumi how that day had gone. Needless to say, Aelita was happy when Yumi's Aunt left and the two girls could go to Yumi's room and chat and recover from the hard pinching that they had endured.

"Hiroki actually behaved the whole time?" Aelita asked curiously

"For once, yes... but I think he's trying to earn points with Mom and Dad to get that new music player he's been wanting." Yumi replied

"You took him down a few pegs, right?" Jeremie asked knowingly

"Sure did, I even broke my record." Yumi smirked

Aelita blinked "Really? What's the new one?"

"Twenty eight." Yumi replied

"How'd you manage that?" Odd asked shocked

"That's my own little secret." Yumi replied

Aelita smiled "You'll have to tell Ulrich, he'll be plenty surprised that you broke your record."

Yumi looked to the alarm clock that was on Jeremie's nightstand, it was getting a rather late in the morning... Ulrich should be here by now.

"No one has seen him yet?" Yumi asked

"Nope, but he should be here any minute." Odd replied

"You chatted to him, right? Did Ulrich happen to mention if he was going to be late?" Aelita asked

Yumi shook her head "I got an e-mail from him that he wouldn't be on Skype or on his laptop for a while. He and his folks were taking a road-trip and his cellphone battery busted."

Before anyone could could say anything more, someone knocked on the door-frame of Jeremie's room. The group looked up to see Jim standing there with an unreadable expression on his face.

"Hi, Jim." Odd greeted

"You four need to come with me to Mr. Delmas' office." Jim stated

"I didn't do it, Hiroki fell out of the car! I didn't push him." Yumi said

"I don't know anything about your brother falling... but Mr. Delmas said that he needs to speak with the four of you about something very important." Jim replied

"Okay." Aelita said

The four followed Jim after Aelita put her kitten plushies on Jeremie's bed next to Yumi's bag.

"Any idea why Mr. Delmas would want to see us?" Jeremie whispered

"No idea, ask Yumi." Odd whispered back

Yumi resisted the strong urge to hit Odd upside the head, but didn't considering that Jim was just a short distance ahead of them... but she did glare at the spiky blond.

"If I did know, I would have warned you ahead of time." Yumi said honestly "I'm just as confused as you are."

"Color me surprised." Odd said rolling his eyes

"Black, blue, or both?" Yumi asked

Odd swallowed thickly as the four followed Jim down the stairs and down the hall to Mr. Delmas' office. Jim opened the door and stood off to the side so the four students could walk in first.

"Have a seat, kids." Mr. Delmas stated "Jim, close the door please."

Jim nodded, closing the door as Jeremie, Aelita, Yumi, and Odd sat down in the chairs that were across from Delmas' desk.

"Did we do something wrong, Mr. Delmas?" Aelita asked

"None of you are here for that, this time." Mr. Delmas replied "You're here because you're close to a situation."

Jeremie shifted in his chair "Close to a situation? What do you mean?"

"Not too long after I came in earlier this morning, Jim told me that I needed to return an important phone call." Mr. Delmas explained "I talked with Ulrich Stern's cousin, Brutis."

"Why would he need to talk to you, sir?" Odd asked "Is Ulrich okay?"

"Truthfully, no one can answer that question right now." Jim replied

"Why not?" Yumi asked

Mr. Delmas breathed out slowly "Ulrich is missing."

**Notes for the Chapter:**

> Sorry for the wait everyone, I had a death in the family. It has been a whirlwind of activity since then.


	6. Chapter 6

**Notes for the Chapter:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover!
> 
> Note: Kazumi isn't a Code Lyoko character, so I kind of own her. I wanted Yumi to have a family member that would care about her feelings and what she is going through in this chapter. You all will see more of Kazumi later on.

Chapter 6

The outside world ceased to exist, Yumi was sure of it. There was no light. There was no air. She was sitting alone on her chair, the walls closing in, pushing her toward the black-hole that was spinning in the center of the floor. 

No! No! This isn't true! Ulrich is okay!

"I know this is incredibly hard to hear... even harder to accept." Mr. Delmas' voice broke through "Unfortunately it's quite true."

"Oh my..." Aelita whispered "What happened?"

"Brutis isn't quite sure. He said that he went to Ulrich's home, but when he got there... the house was locked, and there was no sign of Ulrich or his parents." Mr. Delmas stated with a sad sigh "Brutis found the extra house key and let himself in, everything was where it should be... the only things missing was some clothing and a few other items."

"No one seems to know what had happened to Ulrich and his parents. So they have been labeled as missing." Jim added "Brutis mainly called because Ulrich is enrolled here, and he asked us to tell you all because you're Ulrich's friends."

"I hate giving bad news, but Brutis was insistent... if you want, I can allow you to miss your classes for the day to absorb this terrible news, but I can't allow too much missed time." Mr. Delmas said

"We understand." Jeremie stated "Thank you for informing us, Mr. Delmas."

"You're welcome, children." Mr. Delmas nodded "If I get any updates from Brutis, I will call you in if he wants me to share it with you."

Yumi stared at the floor "Thank you, Sir."

The four left the office in stunned silence, going back to Jeremie's dorm avoiding eye contact with the other students. Even though no one else in the student-body knew of Ulrich's sudden disappearance, the small group didn't feel like seeing everyone's questioning glances.

"None of this makes sense." Jeremie stated sitting down on his chair

Aelita sat on the bed "How could Ulrich be missing?"

"It's his folks too, they're all gone." Odd pointed out

"Something is off about all of this." Yumi said sitting by Aelita

"Of course something's off, Ulrich's gone." Odd stated

Yumi blinked back tears "He's not gone! He's just missing, Ulrich's not dead!"

"Do any of us know that for sure?" Odd argued "They could have been attacked during their road trip and killed with no bodies to find!"

"Don't make me shove you out that window!" Yumi growled

"Calm down, both of you." Jeremie advised gently "This is shocking news to all of us."

Yumi picked up her bag and slung it over her shoulder and stood up, too many emotions and thoughts were running through her right now. Everything was getting far too much, it was threatening to burst out like an erupting volcano.

"I'm going home... I don't think I'll be able to handle classes today." Yumi stated

"Are you sure you don't want to stay?" Jeremie asked as he took Yumi's spot, Aelita instantly curling into his side "We could comfort each other... we all could use it."

Yumi let out a sigh "No, I need some time by myself to process this, I might see you tomorrow."

Yumi left the dorm, hearing Jeremie softly comforting Aelita, but Yumi could tell by the blond's tone that he was on the verge of breaking down himself. Blinking back more tears, Yumi quickly left the main building and headed off campus, she didn't want to stay any longer... she just couldn't handle it. As she headed for home, Yumi pulled out her cellphone and sent her mother a text that she was going home for personal reasons and didn't want to be disturbed. Not waiting for a reply, Yumi turned off her cellphone and kept walking, the world around her seemed to be covered in a thick fog... nothing else entered her mind other than the desire to go home and lock herself in her room.

A very short amount of relief came to Yumi when she used her house key to let herself into the house. Once she got up into her room, Yumi closed the door, the silence relaxing her... but only slightly. Setting her bag on the bed, Yumi sat down next to it, she felt drained in all meanings of the word. It felt like she had been dragged through town by wild horses, her heart felt like it had been made of glass and someone broke it by throwing a brick at it, she felt physically exhausted, but knew that sleep would avoid her even if she tried.

Knowing that she was alone and would be left alone for quite a while, Yumi finally allowed herself to break down. Once the first tear fell, it was like they couldn't stop. Yumi could hardly remember a time she had cried this much... but she didn't care! Her heart felt like it was ripping at the seams, like the entire world had been turned upside down! How could this happen?

A noise from her computer caused Yumi to look up, her screensaver dissolved and a Skype request appeared. She didn't really feel like talking to anyone right now... but it wasn't like the outside world cared. Only a few people knew about Ulrich going missing right now. Curious, Yumi looked at the username and blinked, it was her Aunt Kazumi! Yumi knew that her Aunt would understand her feelings and actually care, so the black haired female went over to the computer chair and sat down, accepting the request.

"Hello Yumi!" Kazumi greeted "I hope I'm not calling too close to your school hours."

"Actually, I'm suppose to be at school... but I had to leave." Yumi replied

Kazumi's eyes widened "Honey... you look so sad, what's wrong?"

"Everything... I feel like I'm falling apart, and nothing is going to be able to put me back together." Yumi stated

"What has you so upset, dear?" Kazumi asked "Maybe I can help."

Yumi knew of her Aunt's past with a branch of Japanese government, and Kazumi had a lot of connections that were willing to help her out when needed. Perhaps, she could tell her Aunt Kazumi about Ulrich's disappearance and the older woman could try to help find him somehow. It was a bit of a long-shot, but why not at least try? They had to find Ulrich, the more people they had on this case, the better.

"Ulrich is missing." Yumi stated sadly

"You mean that nice boy you started dating a few months ago?" Kazumi asked "My goodness, when did you find out?"

"Just a few minutes ago, Mr. Delmas told us." Yumi replied "Ulrich and his parents are missing, there's no sign of them."

"Oh dear... you poor thing, no wonder you look so lost." Kazumi said "Any details that you know of?"

"Brutis told Mr. Delmas that Ulrich's house was still locked up when he got there, nothing important is missing... just clothes and a few items." Yumi replied

Kazumi leaned back "That takes out the possibility of a break in or looters."

"We don't know much else, but Brutis said he was going to try and find them." Yumi stated

"Can you tell me about when you last spoke to Ulrich?" Kazumi asked

Yumi nodded "We chatted on Skype a few days ago for a few hours, but he had to go to bed a bit early, apparently his father had a plan for a road trip. Then I got an e-mail from Ulrich that his cellphone was busted while on the road trip and wouldn't be able to check his e-mail on his laptop very often due to bad internet connection."

"How did Ulrich seem during the Skype chat?" Kazumi asked

"Ulrich was in really good spirits. He went to his favorite diner with his grandfather, he got to hang out with Brutis and grandparents for a few hours." Yumi replied "His parents didn't even give him a hard time about his grades for once!" 

"Hmm..." Kazumi hummed

"Is it possible that they were attacked while on their road trip or something?" Yumi asked

Kazumi moved a bit "It's always a possibility, but it never hurts to look at all sides of the situation... but I will call in a few favors before I jump the gun."

"Thank you for listening and caring, Aunt Kazumi." Yumi stated "I have a feeling Mom and Dad won't be very comforting."

"Parents never like seeing their children hurt or upset." Kazumi said knowingly

"I know... but they never really liked Ulrich all that much." Yumi said honestly "They'll probably be mentally celebrating when they hear about him going missing."

"Just know that if you want to talk or vent, I'm here for you." Kazumi stated "You shouldn't deal with everything on your own."

Yumi smiled very slightly "Thank you, Aunt Kazumi."

"You're quite welcome dear." Kazumi replied "Try to stay positive and don't push anything down, it'll find it's way out."

Yumi nodded and signed off her computer, the silence of her bedroom taking over again. Yumi went back over to her bed, opening her bag to find the wolf plush inside. Feeling the tears come back with a vengeance, Yumi pulled the plush out and hugged it close to her chest. The fur of the plush felt nothing like Ulrich's when the brown haired male was Shifted, but the silent comfort of the toy would do for now.

"Where are you, Ulrich?" Yumi asked "What happened to you, my Fluffy Wolf?"

**Notes for the Chapter:**

> I apologize for the long wait. I will make up for it with this this chapter and the next one!


	7. Chapter 7

**Notes for the Chapter:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover!

Chapter 7  
March 28, 2008  
Location: Classified

A freezing wind blew across a snowy landscape, the area nearly barren except for a few evergreen trees and large boulders that stood stubbornly in the cold. The wind made the branches of the trees shake, icicles falling off and hitting the tightly packed snow like frozen knives. Even though the first day of Spring had passed, it looked like no such thing was approaching... the land was completely covered with snow and it was below zero with the wind chill. The wind twisted across a frozen stream and barren field until it spotted a massive building made of stones and cement. The wind headed toward the building quickly, its force hitting the outside wall causing anyone inside to hear its fury. The inside was built as strong as the outside, thick walls that had no cracks, black carpets with red accents lined the floors, dark paintings were hung on the walls, and creepy statues could be found in random places... to an outsider, the place looked like a Medieval castle.

The sound of the howling wind outside caused a person leaning against a stone wall to lift his head. His long dark brown hair covered most of his side profile, but didn't hide his blank gray eyes, or the stubble that was forming on his jaw since his face was uncovered for once. The male was dressed in thick tact-gear, black pants that concealed countless weapons, and black combat boots with thick treads on the bottom. Normally, he would be wearing goggles, a mouth mask, and have a sniper's rifle on his back but he was told that he wouldn't need them today. No, he was given the task of safety checking the base until he was sent away to the next base... and probably put back into the cryo chamber until he was needed again.

"Area 7-B clear." the man said to himself "Proceed to next check point."

As the male started walking down the hall, he heard voices coming from the main office. Normally, he would ignore this, but there was a voice he hadn't heard for a while in there... should he stop and listen?

"Find out what's goin' on, it could be important." a voice inside the man's head stated

The man peeked through the cracked door to see Mr. Flickmer inside, standing in front of a large wooden desk... it had been quite some time since Mr. Flickmer had been here.

"I'm pleased to see you, Mr. Flickmer... we owe you a debt for giving HYDRA our newest agent. But what brings you here today?" a gruff voice asked

The man outside the office looked to the desk and saw a man sitting there, he had thinning black hair, blue-green eyes, and wore a suit with a red pocket-square: HYDRA head level 10. Beside the HYDRA head stood two men that wore black shirts, black pants, dark gray boots and had red symbols on their shirts: HYDRA goons level 8.

"I keep tabs of the things that I deal with that aren't cheap. Making sure that they are be put to good use, and that boy wasn't cheap." Mr. Flickmer replied honestly "I received a text from your Science team that they were making great strides with him, I wanted to see for myself."

"I will admit, he gave us quite a bit of trouble in the beginning, he nearly ripped off an agent's arm once." HYDRA head said "Our power isn't to be underestimated though, after all the Asset is still with us."

"Very true, Mr. Blugon... but is that boy as faithful as the Asset though?" Mr. Flickmer asked

"He has come a long way since he first arrived, he went through the Chair twelve times so far." Mr. Blugon replied "He will be a trustworthy agent."

"Interesting." Mr. Flickmer said "What about... the other side of him?"

"I must admit, HYDRA doesn't usually deal with Shifters, but we were willing to make an exception when we saw him." Mr. Blugon stated "Wolves are very loyal creatures, their pack mentality is strong and we're going to take advantage of that."

"How?" HYDRA goon one asked

"Simple, you fool." Mr Blugon spat "We will teach him that we are his pack and he will kill anyone that stands against us!"

"Oh! I get it now." HYDRA goon one said

Mr. Flickmer smiled "I like that idea. May I see him?"

"It's the reason you're here." Mr. Blugon replied "Fetch the Asset, he can follow you down."

The man outside the door moved quickly, he knew that of he got caught listening in, he would be punished very severely. He couldn't risk punishment before cryo, it would hurt a lot more than usual... making it appear like he was going down the hall, the door to the office opened.

"Asset!" HYDRA goon two barked

The man stopped walking and turned, his movements fluid after years of following orders to the letter.

"You're coming with is." the goon said "Mr. Flickmer wants to see our newest agent."

"Yes sir." the Asset nodded

The dark haired male followed the other men, Mr. Flickmer wasn't seen very often by HYDRA, he merely gave them anything that they could use... at a price of course. Weapons, drugs, important files, and even people that HYDRA could train into agents, or sell off to the Underground if they didn't comply. It didn't matter to Mr. Flickmer, as long as he got the money he was promised, he gave HYDRA anything they could ever want.

The Asset had never seen the latest addition to HYDRA, he had heard the screams of a male teenager coming from the room where the Chair was currently operating. Given his many times in the evil contraption, the Asset didn't even wince when he heard the horrific screams... he even had heard them yesterday. Part of the Asset wanted to feel sorry for the younger male, but it was quickly shoved away by the HYDRA programming that was crawling around inside his brain. The group of men headed down a flight of stairs made of stone and cement, their footsteps echoing off the stone walls. The Asset opened up a large door, allowing Mr. Flickmer and the agents go through first.

"I bet you are enjoying a new member to the program." Mr. Flickmer stated, looking at the Asset

"He is, there's strength in numbers." HYDRA goon two said

"Maybe one day the two of them can team up for a mission." HYDRA goon one smirked

"It would have to be a level 8 mission at least, but it would be very bloody!" goon two laughed

The agents and Mr. Flickmer laughed as they headed down a long hallway, the Asset merely kept his eyes forward.

"Sounds like we have guests." a voice greeted

The group found themselves looking at a short man with gray hair, brown eyes, pale skin, gray shirt, black pants, white shoes, and a white lab coat. The short man seemed to be in a good mood, which meant trouble most of the time.

"Mr. Flickmer, meet our head scientist, Jim Barget." HYDRA good two said

"A pleasure to meet you." Mr. Flickmer stated

The two shook hands as the Asset watched the scientists and techs move around the room, a part of him hated being around people like them... but he ignored it.

"You are here to see him, yes?" Jim asked

"I am." Mr. Flickmer nodded

Jim smiled "You came on a good day, I was about to head upstairs and share some good news with Mr. Blugon... something that would make his day."

HYDRA goon one raised an eyebrow "Really? What's going on?"

"Follow me and I will show you." Jim said

Mr. Flickmer and the goons shrugged and followed Jim, the Asset behind them. They walked by a few closed doors, the room that held the Chair, the Medic room, and the storage room. Soon they came to an area that had cells on one side, each cell having thick iron bars.

"Have a look, gentlemen." Jim said smiling

The men looked at the cell across from them to see a brown furred wolf sitting there silently. The wolf's ears were up, moving occasionally, the only sign that he was aware of the world around him. Mr. Flickmer moved forward curiously.

"Be careful, Sir." HYDRA good one advised "He could still be unstable."

"Let Mr. Flickmer take a look at him." Jim said "It's why he's here."

The goons stepped back a few inches as Mr. Flickmer moved forward again, the Asset kept watch, ready to act if he needed to. Mr. Flickmer was close to the bars of the cell and leaned in slightly, his focus of the wolf that was still sitting there quietly, the collar around his neck humming faintly. The wolf made no move to acknowledge Mr. Flickmer, the large canine only blinked, his brown eyes dull and listless.

"Oh my... you broke him! You fully broke him!" Mr. Flickmer smirked

The goons cheered and high-fived each other as the Asset observed the wolf across from him. A part of the Asset's heart broke and dropped into his stomach at this change, it looked like the two weren't too different from each other in terms of mental state now.

"HYDRA always finds way to amaze me." Mr. Flickmer said walking away from the cell

"We knew that we could break him." Jim gloated "It just took a little time."

"He's got strong bloodlines that will make him a force to be reckoned with after your training sessions... especially his human skin." Mr. Flickmer stated "But I think HYDRA could do more with his Shifted side, perhaps make him stronger, more intimidating."

Jim looked at the wolf in question, the canine had lifted his head slightly, but wasn't paying the group any attention. The Asset knew from experience, the wolf was trying to make sense of the world around him again. A session in the Chair could effect someone's ability to pay attention to the outside world for at least 24-36 hours.

"You have a point, Mr. Flickmer." Jim admitted

Jim went over to a counter and picked up a clip-board, he started to scribble down some things on it. Jim then pulled out his cellphone out of his lab-coat pocket and started texting a few things, when he was done, he put the device back in his pocket and looked to HYDRA goon two.

"Gather everything we have on him, including the files in the Medic Wing." Jim ordered

"Yes sir!" the goon said, rushing off

"I take it you have a plan already?" Mr. Flickmer asked

Jim smiled "Oh yes."

"Good to hear it, I hope to see the results." Mr. Flickmer said

Jim's smile turned into a smirk as he walked over to the wolf's cell, the canine was once again looking at the floor, his eyes glazed over in confusion. He had no idea that he was the center of all of this attention, the Asset knew all too well that it was better not to know what people were saying about you sometimes.

"You will Mr. Flickmer, I assure you." Jim said, smirking wider "He'll be made into the perfect predator! Our enemies will be ripped to pieces by his claws! With him and the Asset at our disposal, HYDRA will finally have what it desires most!"

**Notes for the Chapter:**

> Sorry for the long wait again, my friends! I got distracted with side projects, making fudge orders, family stuff, and the current virus crisis. But here is chapter 7!


	8. Chapter 8

**Notes for the Chapter:**

> Disclaimer: I do not own Code Lyoko or Marvel! So I do not own the main characters! I wish I did, but I don't. I will include any characters that I do own later on! I hope you enjoy my crossover!
> 
> Note: Kazumi isn't a Code Lyoko character, so I kind of own her. I wanted Yumi to have a family member that would care about her feelings and what she is going through in this chapter. You all will see more of Kazumi later on. Also, there's an Avengers Endgame line in here! See if you can spot it!

Chapter 8

October 4, 2008  
Location: Japan

Yumi sat down on her bed tiredly, it had been a long and boring day at school, but at least she was finally home. She had almost forgotten how demanding teachers could be in the Japanese school system... days like this had her wishing that Kadic didn't have to shut down. Sadly, the Academy's debt was far too much to keep it running, it was sad to say the least... Yumi didn't want to leave, but there was very little choice in the matter.

When Mr. Delmas sent out letters about Kadic shutting down, Yumi's parents were shocked, but didn't seem to be concerned about it. Turned out, her father had been offered a job back in Japan, but was very uncertain about accepting it since Yumi and Hiroki were doing so well in school. Since Kadic was going to be shut down, Takeho accepted the job. The news of Kadic's shut down brought up another concern: Aelita. The pink haired girl was an orphan, where was she going to end up? Jeremie was quick to talk to his parents about Aelita not having any family to live with, the two adults simply adored Aelita, so they decided to take Aelita in, which Jeremie was extremely grateful for.

On the day Kadic shut down for good, the group made sure they had ways of keeping in touch, be it Skype, e-mail, letters, and even online chat room. They didn't want to lose contact with each other, plus Jeremie and Aelita would want to know if Yumi got any major leads on Ulrich's whereabouts. Yumi promised that she would tell them the minute she knew anything about where Ulrich was. Sadly, there hadn't been anything on that front as of yet... it was quickly approaching a year since Ulrich went missing, and there wasn't ANY new information. Just thinking about it made Yumi's heart ache. 

Yumi opened her backpack and pulled out a couple text books and her pencil case so she could get started on her homework before dinner. Sure, she could work at her desk, but she preferred being on her bed, it was more comfortable and it helped her relax after a long day. Yumi had just finished her Math homework when she heard someone knocking on her door-frame, Yumi looked up to see her mother standing there with a piece of paper in her hand. The woman entered the room, the expression on her face seemed concerned and uncertain.

"My sister called earlier, she left a message for you." Akiko stated

"What did she have to say?" Yumi asked "Did she get any new leads?"

Akiko sighed as she handed over the piece of paper to Yumi, and sat down on the foot of the bed gently.

"She said that she doesn't have a new leads on Ulrich, and she plans on extending the search to... darker areas." Akiko replied "She's going to talk to her dark connections, see if they are interested in helping her with the search. Kazumi even mentioned Frank... and she plans talking to a connection that she hasn't pulled in five years."

"I know Aunt Kazumi doesn't pull those strings often, but I bet they'll help her." Yumi said, looking at the paper "Most of them still owe her a favor or two, and Frank is always willing to help her out."

"I know my sister is more than willing to help you find Ulrich, and she's very well connected but... it's best not to put all of your faith into it, Yumi." Akiko said

Yumi looked up "What?"

"People go missing everyday." Akiko pointed out "More than eighty percent are never found, so it's possible that Ulrich may never be found... and if he is... he could have experience some horrible things, he could never be the same again."

"I don't care!" Yumi replied "I'm going to at least try to find him! He would do the same for me and the others! What comes after he's found will be a bridge to cross when we get there."

Akiko sighed "Honey... I liked Ulrich, I really did, he was a really nice boy. I just don't want to see you go through this... spending months, even years trying to find him, only to have nothing to show for it."

"You want me to give up?" Yumi asked "It's not going to happen!"

"Considering it's been less than a year, I'm not surprised to hear that from you." Akiko replied "Just don't be surprised when the number of people looking for him drops after five years, that's usually the stopping point."

"I don't care how long it takes! I am not going to give up on Ulrich!" Yumi snorted stubbornly

"It wouldn't be giving up on him." Akiko stated "It would be putting your life first, your needs and wants. It would be moving on with your life because the Earth doesn't stop spinning, time doesn't stop moving forward. Do you still want to be searching for Ulrich when all of your friends have lives of their own? When they are married and have children, and you're living alone? That's not fair to you, there's no shame in moving on eventually."

Yumi bristled "Just get out."

Akiko nodded and stood up "I know everything is still fresh, but what I said will make sense as time goes on. One day, you will see that I'm right."

Yumi chose not to respond, half of the thoughts in her head would have her grounded for weeks if she said them out loud. After Akiko left the room, Yumi put her homework aside, her mood too sour to work on it. Yumi looked to the brown wolf plush that sat by her pillow, even though it was than a year old, it didn't look like it. The stuffed canine looked like it had been through a lot, and it has... it slept beside Yumi every night, was often hugged and cried on when Yumi's emotions got the best of her.

"I'm not going to listen to her." Yumi stated, picking up the plush "I'm going to find you Ulrich, I promise."

The plush stared back at her silently, it's brown eyes reflecting the light of the room. Though the stuffed animal couldn't talk, sometimes Yumi felt like the wolf was the only one in the house who supported her. Granted, the support was silent, but it was the way things felt sometimes... this wasn't the first time that one of her parents told Yumi to give up the search. They never came out and said it, but Yumi knew that they would actually use those words eventually, but she wasn't going to listen to them.

"I don't care what I have to do, or what strings I have to pull... I'm going to find you." Yumi said

Yumi hugged the plush tightly, she didn't care if it took her months... or even years! She was going to find Ulrich, she knew that he was out there somewhere thinking about her... hoping that she was okay. It would be just like Ulrich to be concerned about someone else rather than focusing on himself.

"I will do whatever it takes." Yumi whispered into the wolf plush's fur


End file.
